UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported):
October 24, 2011
GANNETT CO., INC.
(Exact name of registrant as specified in charter)
| Delaware | 1-6961 | 16-0442930 | ||
| (State or Other Jurisdiction of Incorporation or Organization of Registrant) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 7950 Jones Branch Drive, McLean, Virginia | 22107-0910 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(703) 854-6000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 25, 2011, Gannett announced that its Board of Directors has elected Susan Ness to serve as a director of the Company, effective immediately. Her Board committee assignments will be determined at a later date.
A press release announcing the election of Ms. Ness to the Gannett Board of Directors is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibit 99.1 |
Press Release issued October 25, 2011.
SIGNATURE
Pursuant to requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Gannett Co., Inc. | ||||
| Date: October 26, 2011 | By: | /s/ Todd A. Mayman | ||
| Todd A. Mayman | ||||
| Senior Vice President, General Counsel and Secretary | ||||
INDEX TO EXHIBITS
| Exhibit |
Description | |
| 99.1 | Press release announcing the election of Ms. Ness to the Company’s Board. | |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Tuesday, October 25, 2011
Gannett Board elects new director
McLEAN, VA – Gannett Co., Inc. (NYSE: GCI) announced that Susan Ness, a former commissioner of the Federal Communications Commission and the head of Susan Ness Strategies, has been elected to the Board of Directors, effective immediately.
“Susan has had a remarkable career and we are very pleased to welcome her to Gannett’s Board. As an FCC Commissioner, Susan played a leading role in shaping some of the most far reaching policies that brought the benefits of digital technology to consumers and the media industry,” said Gannett Chairman Marjorie Magner.
Gracia Martore, president and CEO at Gannett, said, “Susan has been a strong voice for consumers and understands the enormous value technology brings to people’s lives. She’ll be a great asset to the Board and to Gannett as we continue to redefine our company and its place within the media industry. We are especially glad to have her here as we work to reposition our business to succeed in the digital age.”
Ness founded Susan Ness Strategies, a communications policy consulting firm, in 2002.
She served as an FCC commissioner from 1994 to 2001, where she played a leading role on spectrum policy issues, championed competition and spectrum auctions, and fostered new technologies, including digital television, digital satellite and terrestrial radio, wireless broadband and unlicensed services.
From 2005 to 2007, she was the founding president and CEO of GreenStone Media, LLC, which produced talk programming targeting women for syndication on radio and other platforms.
She is a member of the J. William Fulbright Foreign Scholarship Board, having been appointed to that position by President Barack Obama in September 2011. She serves on the board of Vital Voices Global Partnership, a nonprofit organization that identifies and invests in extraordinary women worldwide. She is a Senior Fellow at the Center for Transatlantic Relations at Johns Hopkins School of Advanced International Studies (SAIS), and an affiliated expert of the Information Technology and Innovation Foundation (ITIF).
She received a B.A. in political science/international relations from Douglass College, and served on the board of directors of WRSU Radio (Rutgers University). She earned a J.D., cum laude, from Boston College Law School, and an M.B.A. in finance from The Wharton School of The University of Pennsylvania. She is a member of the District of Columbia Bar and the Federal Communications Bar Association.
About Gannett
Gannett Co., Inc. (NYSE: GCI) is an international media and marketing solutions company that informs and engages more than 100 million people every month through its powerful network of broadcast, digital, mobile and publishing properties. Our portfolio of trusted brands offers marketers unmatched local-to-national reach and customizable, innovative marketing solutions across any platform. Gannett is committed to connecting people – and the companies who want to reach them – with their interests and communities. For more information, visit www.gannett.com.
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| For media inquiries, contact: | For investor inquiries, contact: | |
| Corporate Communications | Jeffrey Heinz | |
| 703-854-6089 | Director, Investor Relations | |
| 703-854-6917 | ||
| jheinz@gannett.com |